The Invention of Time
by TheQuietDragon
Summary: The Invention of Time was one that would change the course of history. The invention of the TARDIS made it easier to maintain. The beginning of the Time Lord would soon follow. They fought, they clicked, they grew. But even if she wanted, she couldn't leave.
1. Prologue - Let Me Go

A/N: This is just a test. Please, if you think he's OOC at all, tell me? It's my first time writing a Doctor Who fanfiction, and I would like to be accurate with it.

 **Disclaimer:** I don't own Doctor Who. I only own my character Penelope, and if I owned Doctor Who, this story would be completely canon, trust me.

\--

 **Prologue -** **Let Me Go**

\--

When Penelope Vega was walking home from the store with hands full of groceries, she didn't expect to witness the murder of an old man in one of the back alleys she passes on the way home.

She didn't expect to drop her groceries on the spot and run as fast as she could to wherever she could find a policeman. No policemen in sight, she decided to settle for an old school police call box.

She waltzed in, shutting the door behind her and turning to pick up the phone when she paused. Her mouth dropped and she immediately went to leave. Clearly, she was going insane.

But the door wouldn't open. She pushed with her shoulder, with her hands, she even tried kicking it, but it wouldn't budge.

"Oi! Stop kicking my TARDIS!" She screamed and fell to the ground as she turned around, having hit her head on a pole beside her. She groaned, grabbing her head as she sat on the floor.

"Oh, that looked like it hurt. Are you alright?" She looked up to see a man, floppy hair, a bow tie, and delicate eyebrows staring at her and coming closer.

"What the hell is this?" She asked, staring at him. "I'm hallucinating, right? This isn't real? I didn't really go shopping, witness a murder, and I'm not actually in a police box that's smaller on the outside?"

"It's bigger on the inside, and I promise you this is very real. Don't know about the murder though," he said, helping her up. "But the TARDIS doesn't just let anyone in, so who are you?"

"Penny," Penelope said, rubbing her head where it had collided with the pole. "My name is Penny."

"No, no, that's not right. Penny doesn't fit your face, you're not a Penny!" He examined her for a moment. "A Margaret, maybe? No, perhaps an Elizabeth. It's something long, but it's definitely not Penny." His nose scrunched up in slight disgust at the short name.

"Penelope?" She suggested smugly. "My full name is Penelope Vega." He snapped his fingers at her.

"That's it! Penelope! Hello, I'm The Doctor," the man said, smiling and holding out his hand to shake her hand. He only gained a look of absolute absurdity from her.

"Doctor what?"

He frowned. "No, no, it's Doctor who."

"Your last name is Who?"

"What? No. You're supposed to ask, 'Doctor Who?' not, 'Doctor what?'. That's just dumb, no one says that!" He exclaimed, seemingly slightly frustrated.

"Well, I do." Penelope looked at the Doctor. He was quite handsome, she had to admit. Though, if the light hit him correctly, he looked as if he had no eyebrows at all.

"I suppose you do," he said, turning around and walking up the staircase. He suddenly turned around sharply and point at her. "Wait, where did you come from? How did you even get in here?"

"I came from out there," she pointed towards the door with her thumb, "and I opened the door."

"But- no, that doesn't make sense, the TARDIS shouldn't have let you in, not without a key." She followed him up the stairs watching him. He walked around this table thingy, which Penelope thought looked quite like a plane's console, before walking back up to her and examining her again.

"What makes you special? She wouldn't have let you in if she didn't have a reason."

"Oi! You can't just ask someone what makes them special, mate!" She pushed him away lightly. "And what do you mean 'she' let me in?" Penelope took him aback. He hadn't expected her to actually answer him.

"First of all, don't push me. Second, by she, I mean my TARDIS." He spun around, gesturing to everything around the two of them. "This is the control room."

"Oh, it's a ship-type situation then? What is it with men and naming things? You expect me to believe this thing has a gender?" She felt a small shock on her left hand and she quickly pulled it to her chest. "Ow!"

"She shocked you, so I should think so. She has a mind of her own sometimes." He walked back to the console and sat in the chair residing near it.

"Ouch," she whimpered quietly, rubbing her hand. "What even is a TARDIS? You're going to have to explain more and answer truthfully, because I'm starting to think I'm going completely insane."

"Oh yes, completely mental," he said, making her look at him as he spun in the chair.

"Excuse me?"

"You're a strange girl, Penelope," he said, pointing at her. "Most of the people say 'completely mental.' You said, 'completely insane,' but judging by the fact your accent isn't noticable, you're not American."

"My dad is American." She stated it so simply, he almost missed it. "What's wrong with Americans mate?"

"They're so loud, always getting into trouble without being asked, and they never listen when they are asked to do something!"

"Neither do any teens, you're describing a whole age of humans," she murmured, folding her arms. "If your TARDIS is a female, why won't she let me out? Isn't it a bit unsafe to lock a girl and a guy in a place together?"

There was a quiet hum.

"Not like I'm going to do anything to you, don't even want to." The Doctor said, turning to try and unlock the doors, but the TARDIS had frozen the controls, leaving him unable to do so. "Oh, come on! I don't want her in here!"

"I don't want to be here either," she said, turning and walking back down the stairs, trying to open the door again. "Look, miss TARDIS, I'm tempted to kick you again, so unlock this door, please." She only received another shock. "Stop doing that!" She sighed and sat on the floor.

"What are you doing?" The Doctor asked, and she glared at him.

"Waiting for you to finish explaining what a TARDIS is." She folded her arms are glared at the man that was keeping her prisoner here. He sighed, leaning against the console.

"Time And Relative Dimensions In Space," he said quickly, pointing up towards the console. "It's a time machine." She stood and kicked the door again, trying to get out of the box. "Oi!"

"I was right, I'm going insane. Forget this, I'm going to check myself into a psychiatric ward."

"You're not going insane, Penelope," the Doctor said, sitting back down in the pilot's chair. His voice echoed down the staircase.

"Oh yeah?" She asked, glaring daggers directly at where his head would be. "Well, you can shove it!"

"Now that's just rude," he whispered watching her try to get out. To be completely honest, he wasn't sure why his TARDIS wouldn't let her leave. It's not like she was special, she was just... ordinary.

Of course, so was Donna Noble, and she had proven him wrong.

"UGH! Why won't your damn TARDIS let me out?!" She screamed, turning towards him.

"Maybe it's because you're kicking her," he suggested. "Honestly, I really don't know."

"Tell it to let me out then! I have a family to get to, I have a son! I'm cooking Thanksgiving dinner tomorrow!" She marched up to the man, watching him rear back in his seat as far as he could as she got in his face. "Let me out, now."

"I can't, as I said earlier, the TARDIS kind of has a mind of it's own," he didn't like this woman much, she was rude, pushy, and resorted to violence easily. Probably got that from her father. "Believe me, if I could, I would, you're quite rude. But I can't, the TARDIS won't seem to let me, and I can't figure out why."

Penelope could only cry out in frustration.


	2. One - There's a First for Everything

**Disclaimer:** I don't own Doctor Who. I only own Penelope and some of the plot points. If I owned Doctor Who this story would be 100% canon.

\--

 **Chapter 1 -** **There's a First for Everything**

\--

"Look, why dont I explain fully?" The Doctor said, looking at her. She stared at him as he moved to sit down on the steps ahead of her. "I'm The Doctor, this is my time machine."

"Yea, I've got that bit." Penelope leaned against the door as she listened.

"Obviously," he humored, looking at her amusedly, "I'm 1078 and have seen more running, more adventure, more life, and more _death_ than you could ever hope to imagine." He paused as she raised an eyebrow at him.

"You expect me to believe you're 1078 years old?" She scoffed at him, before gesturing for him to keep going. She wanted to see how long he could keep this up.

"Yes, I do, actually. I'm an alien. I assume you know what that is." She glared at him. "I'm from a planet called Gallifrey, and this time machine is quite possibly my most beloved possession, and I would appreciate it, if you didn't kick her anymore."

Penelope nodded, before saying sarcastically, "Gallifrey... Sounds legit, man." He sighed and took her hands in his, against her struggling, and placed them on his chest.

Her eyes widened at the feeling of what was two hearts beating in his chest.

"I'm a Time Lord, and an important feature is that we have _two_ hearts." She pulled her hands away from his chest quickly. She looked at her hands, trying to see if they had tricked her somehow.

She stared at him as she held her hands to her own chest, clearly shaken up, making sure her own _one_ heart was still beating. He sat there so calmly that she waited for him to laugh, for a sign to show this was some kind of joke. But it never came.

"But-"

"I look human?" She nodded and he shook his head. "You look Time Lord, we came first." He smiled at her. He had to be careful with this one. This was the first time someone actually responded the way he expected. With extreme caution. He didn't want to scare her off.

If the TARDIS wanted her as a companion, (which he assumed because of the way she wouldn't let Penelope leave,) he might as well oblige. He'd be lying if he said he wasn't intrigued. He stood up, taking her hands in his and pulling slightly.

She may have annoyed him to no end at first, but he had to be honest it was _almost_ adorable. Like a child insisting they do something by themselves, and then admitting they were wrong and needed help when they messed up.

He lifted her to her feet slowly as she muttered a few small no's, shaking her head lightly, to which he had to admit reminded him of his daughter when they went ice-skating for the first time. He simply responded with a few small yes's and a 'come on', lightly tugging on her hands.

Eventually, she gave in, letting him pull her up the stairs to the console. She looked at it. Definitely controls. Being a flight attendant, she'd recognize a set of controls in a heartbeat.

He led her to its side and looked at her. She was just like a child, he realized, as she immediately reached out to touch it. "Be careful. Don't want to press anything and set us adrift in space," he joked. She squinted at him, annoyed, and retracted her hand from its place on the console.

"I thought you said it was a time machine," she said, folding her arms.

"It is, but it also travels through space. Have you never heard of the 'space-time continuum'? Did you think _humans_ came up with that?"

She rolled her eyes and stalked off into one of the hallways. He didn't bother following, since his suspicion of her coming back was proved right as she re-entered the control space from the other hallway.

She stared, clearly confused. "What the hell? How does that work?"

"I couldn't tell you honestly."

"Alright..." She walked back over to him and leaned against the controls. "So, I'm stuck in an alien time ship, that refuses to let me out." He nodded. "Did she hear the part where I said I have a son, that needs me?"

Penelope thought she imagined his eyes softening, but she didn't. There were memories there, rooting themselves in front of his eyes. Making themselves known to him, even if he never forgot them. Two sons and two daughters. One lost as part-human, and the others killed with the sound of a single word.

He cleared his throat, pushing the thoughts from his mind. He didnt want to think of that anymore. "Probably."

"He's only six, Doctor, I need to leave."

"Trust me when I say, if I could let you out right now, I would." He frowned at the console. "She's done this only once. But then it was to save someone's life, locked me out of it. Here it just seems like she wants you stay."

"Well, there's a first for everything, right?" She mumbled. "A spaceship wanting an ordinary girl to stay."

"Since you're going to be staying anyway, when do you want to go?" He said, placing his hands on the controls. "All of time and space for you to choose."

She thought for a moment. If he could truly take her anywhere, where would she go? "I don't know. Choose a planet." His face lit up instantly and he ran around the console, pressing buttons and controls. He had the perfect planet to take her to, judging by her personality. He couldn't believe he hadn't taken anyone to this planet before, he could hardly believe himself.

"Hold on to something," he rang, making her grab something for her safety. "To Ustoeriocrov we go! This will be fun."

 **Please review! It's greatly appreciated. ~Dragon**


	3. Two - Usteriocrov

**Disclaimer:** I do not own Doctor Who or any part of the Doctor Who BBC franchise. Thank you for reading.

 **Chapter 2 - Usteriocrov**

"There's no way we've moved." She said skeptically, watching as _Mr. Bow-tie_ placed his hands on her shoulders and guided her to the door. "It's simply not possible."

"Yeah, well, there's a first for everything, right?" He smiled at her, making her roll her eyes. This time, the door opened easily. Her eyes widened in wonder and shock at the beautiful sunset world in front of her. Little cities, no taller than her hip cast in beautiful silver shadows across the eggplant purple rocks and ground.

The sky was a pale pink, and as it got close to the sun it turned to sea and violet shades. Silhouettes of what looked like birds flew across a magenta sky. The clouds were a pure ivory, leaving more silver shadows on the ground. It was beautiful, unlike anything she'd ever seen, no painting, no picture, nothing could compare to this, except maybe the first time she'd held her son and seen him smile.

She could hear the Doctor snicker, but she wasn't going to jest, not this time. She was too busy watching the mauve of the sky intensify, the biggest star here giving it's way to millions of others, winking down at them, illuminating the royal curtain of sky.

"You tell me," he said, drawing her attention to him. "Have we moved?"

"Oh, shut up." She said, shoving him lightly. She turned back to the direction of the city. "What type of city is it, that makes it so short in comparison of ours?"

"Well, it's home to the Usterians. Small sort of creature, they're about the size of marshmallows." He veered her slightly to the left, making her look down to see a small fluff of white looking up at her. She dropped quickly, squatting down to look at it. "Now, don't squash it, or we'll be their prisoners."

"I wouldn't squash it, how dare you." She said, lightly touching the Usterian. It closed its eyes, enjoying the petting motions. "How could we be prisoners to such little things?"

"When provoked they grow to be at _least_ 3 times our size," he exaggerated, making extreme motions with his hands to show just _how_ big they'd be in comparison. She stood up, taking a side-step closer to the Doctor.

"Make sure I don't step on any then, thanks," she joked. "I wouldn't want to be imprisoned by marshmallows."

"No, I'm sure you wouldn't. Come on!" He grabbed her hand and pulled her quickly to the city, the Usterians becoming plenty as they ran towards it, hopping over the little aliens. The sudden stop forced her to run into the Doctor's back. He shushed her quietly as she glared at him. He pulled her to the ground to see a small meeting in the center of the city.

"What are they doing?" Penelope asked quietly, observing as the Usterians circled around a larger Usterian.

"Discussing their council, only happen once every few years." He sounded so excited for it, it made her excited. "Oh, that- that's not very nice, they're overriding the Supreme Usterian." He frowned.

"You can understand them?" She asked, looking at him. Actually, now that she thought about it, so could she. "Wait-"

"So can you. TARDIS translates most languages. If we come across one it doesn't, it must be really old."

"Order! Order!" Penelope looked down to see the Supreme Usterian backing away from the others that were advancing. "I demand order!"

"We won't listen to you anymore!" Came a high-pitched voice, followed by many agreements from the crowd of them. She blinked, amazed by how _angry_ they were.

"We should go," The Doctor whispered.

"What? Why?"

"Humans! There are non-Usterians!" Came an angry voice, and Penelope became suddenly hyper-aware of the hundreds of unblinking eyes on her.

"That's why, we're not supposed to witness this," he whispered, standing slowly and taking her with him. "Honestly, should've expected that."

"Kill them." Penelope's eyes widened.

"Also that," he muttered, "Run!"

They ran, The Doctor jumping over Usterians. Penelope made the mistake of looking back. They were _definitely_ at least 3 times her size, but now their small black eyes were a bright red, razor teeth making an appearance with a roar.

She wasn't as good as dodging Usterians as the Doctor, so she made a choice.

And climbed onto the flat-top houses.

The Doctor, seeing how she was faster than him, followed suit, the two of them probably disrupting the lives of every Usterian inside the buildings, but at the moment the two of them were more worried about surviving.

"Good idea," he rang as they ran.

"Thanks!" However, it didn't last for long when they turned around a cliff to come face to face with a large Usterian. "Flip." Wait, what?

"Language, that's the TARDIS's censoring," The Doctor rang, trying to pull her in the opposite direction, only to find they were now trapped. "Oh... Hello!"

"Niceties are not needed." Growled one of them. "You will come with us."

"Or what?" The Doctor challenged.

"You will be eaten." Penelope squeaked in fear, hiding behind The Doctor.

"Ah, you see, that's a bit problematic considering I need to get my companion here home," he said, putting his arm in front of her protectively.

"You will come with us or you will be eaten." The Doctor nodded respectively.

"I guess we'll be coming with you then."

"!?" Penelope just looked at him.

"I won't let them hurt you," he whispered. "Your son needs a mother, I'm certainly not letting a child miss their parent." Her eyes softened.

"You better flipping not." The Doctors eyes twinkled as he turned to the Usterians.

"Take us to your leader!"


	4. Three - You Terrify Me

**Disclaimer:** I do not own Doctor Who or any part of the Doctor Who BBC franchise. Thank you for reading.

* * *

Chapter 3 - You Terrify Me

* * *

Walking had never been so painful. The chains clanked as they dragged along the ground, rubbing against Penelope's wrists and ankles. She tried desperately not to cry, she had always hated the feeling of being trapped. Claustrophobia wreaked havoc throughout her life. It was a surprise to her that she had climbed inside the phone box in the first place, given how small it appeared on the outside.

She sniffled quietly, earning a sad look from the Doctor behind her. He didn't know how to help her, not in this case. Surrounded by giant marshmallows was not exactly a fun experience, as much as one might think. They had been walking for what seemed like hours, across the purple rocks of Usteriocrov, the sky already having turned to night, making Penelope much more terrified than she had been. She also had Nyctophobia.

"Um, how long will we be walking for?" The Doctor asked, looking to one of the Usterians.

"You will remain silent."

"Well that's quite rude, it was a simple question," he mused, raising his eyebrows and adjusting his hands in the shackles on his own wrists. He would've reached his sonic screwdriver by now, but he couldn't alert them to the fact he had an escape plan... More or less.

"You will remain silent," the Usterian boomed. "You will seek council with the King."

"I thought there was a Supreme," Penelope whispered. "Now there's a King too?"

"It's like in London, there's a Prime Minister and the Queen." He whispered, inching towards her. She looked intrigued when the temperature suddenly dropped. The two looked up, eyes widening as they took in the large dark shadow that took the form of a castle in front of them. The Doctor watched as Penelope's mouth dropped, the large doors opening to reveal a blue throne room, spikes falling from the ceiling and rising from the floor.

Overall, it was terrifying, that such soft looking creatures could have such a harsh looking palace. Suddenly pushed to their knees, they found themselves bowing to the King. Penelope didn't hear the normal sound of a Usterian sliding along the ground.

Those were footsteps. She looked over to the Doctor, for some kind of sign this was normal, but from the shocked look on his face, it was most definitely not. His eyes were wide in shock, his mouth hanging slightly open, and a sense of betrayal lingered in his eyes.

"Who are you," he asked, surprise written in his voice. Penelope looked up to find a human standing in front of her, her own eyes widening in shock.

"The King," he said. "I thought that was obvious." The man was not in the mood for games as he adjusted his crown.

"What happened to Arbon?" The Doctor growled, anger filling his words and eyes. "Did you kill him?"

"That is how it works," the King said slowly, pushing the Doctor's head down to his knees. "To become King, kill the previous. At least, here on Usteriocrov." Penelope felt fury fill her chest. This man killed the previous king in ambition and greed. She hated men like that, who would kill without a second thought. She pushed herself to her feet, shaking in fury, glaring at the floor. The Doctor stared in fear for her as she took a step forward.

"You think it's alright to just kill someone without a proper reason?" She muttered, the Doctor pulling against his chains to keep her from doing something that she'd regret.

"Penelope, don't-"

"Well, of course." The King said, walking over to her and lifting her head by her chin. "Who are you to tell me it's not?" He whispered, leaning in close. She tore her head out of his hand, headbutting him, the Doctor wincing as the King shifted back.

"Penelope!"

"A stubborn woman!" She growled, pulling on her chains as she was wrestled to the ground by the marshmallows. The King glared at her, holding his now bleeding nose.

"Excuse her, she's new to this!" The Doctor said, pulling on his chains as she was pressed to the floor sharply. "She doesn't know what she's doing!"

"Oh, I think she does." The King glared with fury in his eyes at Penelope as he turned around. "Kill her first."

"No!" The Doctor yelled, pulling against the Usterians that held him back. "No, leave her alone!"

"Let go of me!" She screamed, kicking and throwing punches as they lifted her off her feet. The Doctor's eyes widened as a Usterian yelled, her teeth sinking into the alien. She was immediately dropped. She grabbed a handful of her chains, pulling against her restraints she pulled the others to the ground with the sudden tug. The Doctor was pulled out of his shock quickly, the King yelling at his other guards to get her, grabbing his sonic screwdriver and unlocking his own chains before unlocking hers.

"Penelope!" He grabbed her hand, pulling her out of the way of a javelin. "Run!" She wasted no time in sprinting with him, the two dashing down a corridor submerged in darkness. "What the hell were you thinking?!"

"I was thinking about how much I wanted to headbutt him!" She yelled back, sharply turning left, taking the lead in front of him, her sneakers squeaking against the stone.

"You almost got yourself killed!" The Doctor angrily followed her to the right and up the stairs.

"Yes, I did!"

"That was ridiculously stupid of you!"

"Yes, it was!" She laughed dryly, looking back at him. He nearly let go of her hand at the look in her eyes. A rush of adventure, a rush of nerves, and a look of amusement. His anger dissipated as a thought ran through his head.

 _You make them want to **impress** you. _

_You make it so they don't want to **let** **you down.**_

 _You have **no idea** how **dangerous** you make people to themselves when you're around._

He grimaced slightly as he realized that was exactly what he did. They skidded to a stop, rushing out of the doors to find themselves on a balcony above a garden. Fear filled Penelope's chest at the sudden dead end. They looked back to see the guards not far behind them. She looked over the edge of the balcony to find hedges directly below them.

"Jump!" Her head snapped to look at him, ridiculously.

"What?!"

"Geronimo!" He yelled, grabbing her hand and vaulting over the fence of the balcony, a scream ripping out of her mouth as they fell. He grabbed onto her, pulling her into his arms and turning so he was below her, taking the whole of the fall. They hit the hedges sharply, a laugh eliciting itself from her mouth as they bounced, the hedge pushing them into the air, limbs unlocking. They landed softly on the ground, rolling off the hedge. She laughed as flowers fell in her hair from the hedge. She pulled herself to her feet, looking up to see the Usterians growling. She pulled the Doctor to his feet.

"Where's the TARDIS?" She asked, gaining a strange look from him as he thought.

"South of the Main City," he said, looking at her.

"Lead the way then," She mused. She pushed him towards the outside of the garden, he thoughts suddenly catching up to him as they ran, laughter bubbling in their chests at the leaves and flowers they left in their wake. They ran and they ran and they ran, passing by rocks and trees and bushes over the purple plains. Smiles filled their faces as the spotted the lights of the TARDIS in the distance, the adrenaline forcing the last few meters before he opened the door with a snap of his fingers.

They rushed in, Penelope closing the door behind them, the Doctor racing to the console and pressing buttons in a quick mannered order. The King angrily watched as the TARDIS dematerialized before his eyes.

* * *

"London, Earth," he muttered. "Just like I promised."

"How long have I been gone?"

"Only a few minutes. I assume you'll want to go back to the store though," he smiled at her as she chuckled.

"Thank you, Doctor." She stood, pressing her hand to the door of the TARDIS, surprised when it opened. The Doctor knew what the TARDIS was doing. Give her a sense of adventure, a sense of the rush... Just like Donna, it may stick around.

"You know," he cleared his throat. "You don't have to go. We can always go on another adventure, and I can always bring you back." She paused, watching him walk towards her slowly. She shook her head, defeat filling his chest.

"Doctor, what you do..." She muttered. "It terrifies me. I may have been brave today, but I have no idea where that came from. It terrifies me that it'll be like that for every adventure I'd go on. I can't go with you."

"Oh no, of course," he said, folding his arms and trying to keep the disappointment out of his voice.

"I hate to say it, but Doctor," she whispered. "You terrify me." He tried to ignore how that hurt him, wounded him. "I don't want to have to worry about my life."

"Of course, Penelope Vega." He held out his hand, figuring a kiss to the forehead would be too intimate for the current moment. "Have a good life."

"Oh, I expect you to visit." He blinked. "You may terrify me, but that was the most fun I've had for years." A smile made its way onto his face as she laughed, taking his hand in hers. "I expect you back soon, Doctor."

"Then back soon I will be," he muttered, kissing her hand lightly and watching as she ran out the door. Waving goodbye.

The Doctor didn't recognize what year it was. 2007, Thanksgiving. He didn't recognize it. Oh, what a surprise it would be to him when he came back.


	5. Four - Loss Is But A Heartbreak Away

**Disclaimer:** I own nothing of the BBC Doctor Who franchise, only my own ideas.

 **Chapter 4 - Loss**

He didn't mean it. He promises he didn't mean it. But like he says, the TARDIS has a mind of her own. He didn't mean it. He didn't want to show up a year too late.

The TARDIS parked him inside her house, dark, and cold, and dusty. He opened the door, excitedly, pausing at the lonely atmosphere of her living room. He looked around for any sign that she was there.

The only thing being a cup of tea, long forgotten, cold, sitting on the brown coffee table. He picked it up slowly, a sad look in his eyes as he examined the clean cup compared to the dusty atmosphere. He looked to the mantle to see photos face down, others hanging from the wall now turned around, unable to be viewed.

"Penelope?" he called quietly, placing the teacup down and walking towards the pictures. Lifting them up slowly, there was only one common feature between all of them.

A little boy, with spiked brown hair, and a bright toothed smile that resembled Penelope's. One of the photos was even cracked, telling him it had been thrown. This must've been her son, he realized as he placed them upright. She had never said his name, and now he regretted not asking.

"Put them down." He jumped, turning to see Penelope, tear-stained cheeks and red eyes, a black dressing gown overlapping a shirt and pajama pants.

"Why?" He asked softly, upset to see her this way. "It's your son, isn't it?"

"Just put them down!" She snapped, rushing over, making him back against the mantle as she reached behind him and slammed them down onto the mantle one by one. The last one cracked, making her wince and stare sadly at the now broken frame.

"Penelope," he whispered gently, carefully. "What happened?" She pulled away from his side, placing herself down on one of the two couches in the room.

"You weren't here," she whispered, a tear slipping down her cheek. He walked towards her slowly, sitting beside her gently. "You weren't here when they came."

"When who came?" He asked, watching as she fiddled with her fingers. "Penelope, when _who_ came?"

"There were so many of them, Doctor. We were just shopping, when it happened," she whispered. "It just started small, none of us expected it to form into such a problem..."

"Penelope, _who came_?" He said forcefully.

"Depends on which group you mean," she said, looking up at him. She didn't seem to notice she was crying. "It started with the ghost shifts." His heart dropped.

 _Canary Wharf._

"We were just shopping when they turned into those... metal men..." She sniffed. "I pulled him inside one of the shops... We hid behind the counter. Then they suddenly... left somewhere else. So, we started on our way home, just in case they came back."

"But something worse came," he finished, watching her nod.

"Those... things... the Daleks, they said they were called." She shook slightly, making the Doctor grab her hand. "My son froze when they came, I couldn't get him to come with me, and believe me I tried. But a man... he grabbed me, pulled me into another shop."

"You don't have to tell me, Penelope, I know," he was gentle with it. But she nodded, and then shook her head.

"I have to... I have to tell someone, Doctor." She looked at him and his gaze softened. "You didn't hear him scream, my son. It was the worst pain I'd ever felt, hearing him scream like that when they..." She stopped, choking on her tears. The Doctor wrapped his arms around her, pulling her into him as she cried. He knew exactly how true it was. It certainly was the worst pain, losing a child. Worse than losing anything else. After all, you don't have pure unconditional love for someone immediately when you first meet them, until you have a child.

It tore you up inside. It shattered your heart, and it killed your mind. It made you make rash decisions, and it made you make none. It was like your organs all malfunctioned at once, and your heart stopped beating in your chest because it was no longer there, the thing that made your heart beat was no longer there. It is possible to die from heartbreak, and when you lost a child, it certainly felt like you would.

"Oh, Penelope," he muttered into her hair, her hands gripping the tweed jacket that covered his shirt, as sobs racked through her body. "I'm so sorry."

And they sat like that, for a good amount of time until her tears stopped. But he never did let go of her, not even after she said he could.

"Doctor, truly, I'm alright," she muttered, not moving to leave the hug.

"Now, well as a Doctor, I can tell that you aren't." He moved her away from him slightly, and he was certainly right. She looked anything but alright, dark circles plaguing her eyes. Her clothes hung so loosely on her, he could tell she wasn't eating properly. He could see it in the depth of her collarbone as well. "You haven't been eating, have you?"

"Doctor," she began, but he cut her off.

"Penelope," he whispered. She closed her eyes, shaking her head lightly. "Why not?"

"It just seemed... pointless," she whispered, opening her eyes slowly to look up at him.

"Well then, first things first, we're getting you something to eat." He grabbed her hands and pulled her to her feet despite her efforts to stay down. "That's step one: basic self care."

"Doctor, you don't have to-"

"You're my friend, and _now_ ," he pulled her into the kitchen. "You're my patient."

"Oh, so you _are_ a real Doctor?" she muttered, surprised. He smiled at her as she sat at her table.

"Of course. I don't have this name for nothing." He opened her fridge, pleasantly surprised to see food inside that wasn't out of date. He didn't know what he was making just yet, he just knew she had to eat. And he'd make sure that she would feel better, even if it killed him.


	6. Five - Snow Gives Way to New-Found Pages

Disclaimer: I do not, in any way shape or form, own any part of the BBC Doctor Who franchise.

 **Bit of a long chapter, this one. I just didn't stop!**

* * *

 **Chapter 5 - Snow Gives Way to a New-Found Page**

* * *

"-you should have seen the look on their faces when I mentioned that," he said, stealing a bit of her waffle, earning a slap to the hand. "Ah, it was brilliant!"

"I bet it was," Penelope mused quietly, taking small bites of the waffle in front of her. As hungry as she was, she couldn't stuff herself immediately, she knew that much. "So how old are you now?" She asked, taking a sip of the coffee that sat beside her on the table. He looked at her.

"How did you-"

"Your eyes." She placed the cup down and rested her hands on the table, speaking softly. "They're still the same, but there's just a bit more knowledge in there, they're just the smallest bit older. For a man that's 1078 that's quite a bit of an achievement, don't you think?" He smiled at her, making her smile back, if only just.

"1082." He took a sip of the tea she had made him. Even while mourning she wouldn't be caught dead being told she was hospitable.

"Four years, and what, you were just alone?" She asked, standing and taking the dirty dishes to the sink.

"Well, yes. I do adventures on my own sometimes," the Doctor said, handing her his teacup. She stared at it for a moment before shaking her head and placing it in the sink. "Are you alright?"

"Yeah, it's just-" she cut herself off with a shaky breath, pulling the cup out of the sink. "This was his." She whispered so quietly he almost missed it, but he didn't and his hearts clenched in empathy. "Everything I see reminds me of him in some way," her voice shaked, "that's why I tried to stay in my room as much as I could."

"Step 2: Get away from things that remind you of him," he said, standing. "You need to go to a place that will make you think of him in a good way, not with memories but with things he'd like. When someone leaves us, they want us to be happy. If you stay here, you'll only get worse, so off we go, to someplace new."

"What, back into the TARDIS?" She asked, turning to him as he took the cup out of her hands, placing it back in the sink.

"Yes, of course." He dragged her into the living area, opening the door and pushing her inside the TARDIS. "Is there anything he ever wanted to do, that you never got the chance to?"

"Yes," she hummed, smiling slightly. "He always wanted to go ice skating somewhere it snowed. Said he wanted to do it on an actual lake, with trees and bushes. And hills he could climb." They sat for a moment in sweet silence before he pushed her to sit on a chair.

"Then boy, do I have the perfect place for us to go first. Somewhere crime free," he said, spinning around, "how does that sound, huh? A nice calm day, just ice skating. You and me, being happy."

"That sounds... wonderful." She said, her excited smile reaching her eyes. "It truly does."

"Well then, hold on, Penelope Vega," he started, jumping towards her slightly. "Because we're heading to Athoth!"

* * *

She watched him from beside the console, before standing. "So, we're going to Athoth. It sounds like Hoth, from Star Wars."

"Almost, but much less cold," he said, twirling around and pushing her down one of the hallways. "It's the perfect temperature to where you can skate to your heart's content and not get hot, and yet not get cold when you stop. Cold enough to keep the snow on the ground. The entire planet is ice and hills and forest, with a single ski-lodge in the center of the North Pole. So you will be needing a different outfit." She laughed quietly as he pushed her through a door.

"What the hell?" She suddenly asked, finding herself in a large closet filled to the brim with clothes. "How am I supposed to find Winter clothes in here?"

"She'll lead you to them! Now hurry up, Ms. Vega, we have skating to do." He turned, leaving her alone to change. Only a few minutes later did she come back to the console dressed in warm clothing. "There you go! Come on then!"

He grabbed her hand and pulled her out with him to find themselves on a small hill, the sun rising making it look like the snow in the forest was on fire. Each flake casted a single bounce of light from itself, making it look like the whole forest was light itself. "Oh," she sighed. "Oliver would have loved this."

"Oliver, that's his name then?" The Doctor asked, taking her hand and helping her down the hill to keep them from sliding, however much he wanted to.

"Oh that's right," she said, walking down slowly. "I never did tell you his name." He hummed.

"You can't just skip steps," The Doctor said, smiling at her. "That's step three."

"What is?"

"Telling people about the person you lost. It forces you to remember good things. The things they liked, and the way they acted. You remember them for _them_ , not that they're not there anymore." She nodded in understanding. As she took the last step off the hill, she slipped with a yelp, The Doctor grabbing her hand and sliding with her. She realized they were on the lake now.

"Do we not have ice skates?" She asked, staring at her boots.

"Why do you think the TARDIS gave you those boots?" He suggested, making her sit softly. He took out his sonic-screwdriver, sonicing the bottom of her shoes. She blinked, noticing they now had skates on the bottom.

"How did I not notice those when I picked them out!?" She exclaimed, the Doctor helping her back onto her feet.

"Perception filter," he mused, helping her further onto the ice.

"What, and you don't have skates?" She asked quietly, looking at the way he moved on the ice nicely, his normal shoes left on.

"Don't need them, I've had enough practice." She squinted at him and shook her head. "Step Three then, let's hear it.

"What, anything?"

"Yes, anything good, anything bad. What were his fears, what did he like to do?" She thought for a moment, a sad look covering her eyes. For a moment, he thought this was a bad idea. The steps didn't always work for everyone, he was aware of that. But he figured... She was close enough in personality to a person he knew well. It worked for her, why wouldn't it work for Penelope as well?

"He was so sweet, he was," she began, skating alongside the Doctor. "Always held the doors open whenever we went anywhere. I'd have to drag him away, he wanted to hold it open for everyone." The Doctor smiled. "He had the _best_ manners. Said please and thank you for anything. Said you're welcome and no problem whenever he felt like it was a task, or just helping.

Always insisted on helping with the dishes," she laughed, skating in front of him and going backwards. "Personally, I think he just enjoyed putting his hands in the bubbles. Oh, the kitchen was always a mess afterwards, bubbles _everywhere._ Ah, but he was ever so kind when I asked him to help me clean up." She mimicked blowing soap bubbles off her hand, making him smile. There was a gleam in her eye that you couldn't find anywhere else but within a parent talking about their child. It was unique to them only, and it was beautiful. "He loved robots, and the stars. Always obsessed with astronomy that one. He could name more constellations than I could when I was his age. Always wanted to learn more.

I eventually told him about our adventure," she said, looking at the Doctor, her brown hair blurring her vision with the soft wind. She pushed it out of her face with a swish of her hand. "You should have seen the look he gave me, thought I was crazy for a good 30 minutes before I could prove to him I wasn't." The Doctor laughed with her, the sheer thought humorable to both of them. "And then, when I had convinced him, he insisted I tell it to him multiple times. Describing as many details as I could about the planet."

"Did you tell him about the little cars?"

"Of course!" She rang, smiling wildly at him. "How could I forget that? Marshmallows driving cars! He never let me live it down! And when I said they grew bigger than me, his eyes about popped out of his head! He couldn't believe it, not at all."

"They always never seem to."

"Right?" She let go of his hand, spinning softly on the ice, her hair curling around her neck with the air. "And then I told him how I almost got myself killed."

"Oh, I bet that was fun."

"Oh, it certainly was," she laughed, watching as he circled her, his longer coat billowing only slightly behind him. "Wouldn't let me leave his side for a week unless he went to school. He insisted he was my knight-in-shining-armor." She raised an eyebrow at him as he smiled. "He always liked to play pretend. Never let me be a princess though, I was always a dragon, and he was the knight that took me around kingdoms, destroying all the mean people and making it peaceful."

"A right-catch, I bet." He asked.

"Oh yes!" She giggled as he took her hand, spinning her with him. "Girls that were ten, maybe fifteen years older than him would just absolutely fawn over him, ever since he was a baby. Called him a 'perfect gentleman.'"

She suddenly stopped, letting go of The Doctor's hands, and letting her own drop to her sides. "I'll never get to raise him as one."

"No, no, hey," The Doctor said softly, sliding up to her and placing his hands on her cheeks. "You raised him as best as you could in the time you had," he whispered to her, her eyes filling with tears. He wiped them away softly as he spoke. "He wouldn't want you to be crying over him, would he?"

"No," she laughed sadly. "No, he always hated it when I cried. Said it made him want to cry too."

"Then let's not cry, yeah?" He wiped the tears away, gaining a smile on her lips as she laughed and nodded. "Only smiling, and continuing to live for him."

"Only smiling, and continuing to live for him, yeah," she sniffed. He pulled his hands away from her face and grabbed her own pair.

"Now come on then, skating to our hearts content." She simply laughed, letting him pull her towards the more populated areas of the lake. "What did he fear? Anything unusual?"

"He had a fear of the dark, but then again, so did I."

"Well every species has an irrational fear of the dark," he muttered, watching her compose herself slowly. "Except, it's not exactly irrational."

"What do you mean?"

"There's an alien that is quite literally living shadows," he said. "The Vashta Nerada. Ooh, nasty they are. Can devour a human in seconds." He looked back at her to see her wide-eyed and staring at him.

"Yeah, thanks for that." She pouted at him, furrowing her eyebrows and folding her arms.

"Woops," he chuckled, lifting one corner of his mouth. "Don't worry though, they can't get into the TARDIS." He thought for a moment. "At least I think they can't."

"Oh, great!" She said hysterically, laughing as her eyes crinkled. He knew that smile now, after getting her to laugh so many times in this day. It was starting to become his favorite. But he wouldn't admit that.

No, he would never admit that. Not when he knew what was coming.


	7. Six - Shades of Blue

Disclaimer: I do not, in any way shape or form, own any part of the BBC Doctor Who franchise.

 **Bit of a short one, but I wanted to get one out, so here it is.**

* * *

 **Chapter 6 - Shades of Blue**

* * *

They sat on the hill covered in soft snow, watching as the sun dipped below the trees, catching onto the leaves and bouncing off the snow to scatter on the ground beneath. Hot chocolate in hand, they continued to talk. Some things were soft-spoken, others were loud, and others grievous.

"Doctor, may I ask you a question?" She asked softly, looking at the hot chocolate in her cup.

"Wasn't that one?" He smirked, taking a sip of his own drink.

"Well, yes, but not the one I wanted to ask." She fiddled with the spoon. "Do you have kids?" She immediately regretted the decision when he stiffened beside her. Penelope looked up at him and found him watching her, a sad gaze, already placed in his eyes.

He watched her for a little bit, in soft silence until the sun was barely able to be seen, only then did words came out of his mouth. So many expressions in his eyes alone that she couldn't see, so many thoughts she couldn't hear, as much as he wanted her to. He wanted her to read him, to know how he felt around her. Safe, he supposed. Happier, more loved. Donna was right, he needed someone with him. Right now, when he couldn't have the Pond's, Penelope was more than enough.

He almost didn't want to put her through that.

"Yes," he whispered, fidgeting with his bowtie. "At least, I did."

Her heart seemed to have stopped. "Oh." She muttered, taking the last few sips of her drink. "Is... that how you know these steps? You experienced them yourself?" He nodded softly and slowly. "Does it ever get better?"

"Not enough," he admitted. "Not a day goes by without me thinking of them. The pain is always there, but it does begin to be distant after a while. But overall, it never ends. Missing them, loving them. It never ends."

Penelope nods slowly. "Step three then, go on." He looked at her in surprise. "You were hesitant to explain, so I assume you've never told anyone about them." He smiled. Even now, not knowing him as well as he knew her, she could still tell his signs. "So, step three. We're in this together now, Doctor."

"Alright, well," he started. "I had two sons, and a daughter. Well, two daughters if I'm counting Jenny."

"Jenny?"

"Long story, the short version is that someone took my DNA and Jenny grew from it, so technically my daughter. She died, not too long after though," He said quickly, standing and grabbing Penelope's hand to pull her to her feet. "Barely knew her, but I still miss her."

"I'm sure," Penelope acknowledged, as she entered the blue box with the Doctor close behind. He quieted down, his hand placed lightly on the controls. "You don't have to tell me, Doctor. I'm not gonna force you."

There was that look again. She couldn't tell what emotions were brought behind it. Almost sad, almost longing. "You deserve to know," he whispered, so quietly she couldn't hear it.

"Sorry, what?" she asked. He shook his head.

"Nothing. You don't need to know about my life, it's all about you, for now!" Back to his childish cheerful self, he pushed her down the hallway. "You need sleep. It's night, you're human, sleep is needed."

"I'm not tired though," she insisted, but paused when she saw her name on a door. "How does that have my name?"

"Oh, TARDIS gives every companion a room, this one's yours," he said, opening the door. It was designed to her preferences. Pictures decorated the walls, fairy lights kept the room a perfect amount of light. Deep walls clashed perfectly with bright blankets and the rug.

"Oh, wow," Penelope amazed, walking in and looking at the polaroids on the wall above the bed. "Why're they blurred out?"

"Because of the TARDIS, the room is linked with your future, so any pictures you haven't taken yet are blurred out. They'll unblur when that moment passes."

"Smart. Keeps me from finding out my future." He nodded.

"I'll let you do your human thing and sleep like all humans do, and when you wake up, off to another adventure." He smiled widely at her nod, shutting the door softly. His face instantly fell.

He laid his forehead against it, sighing sadly as his eyes closed. His hands were pressed to the door, her humming coming through softly enough to barely hear it. It was comforting that he knew the song. He almost sang along.

It was when he heard the flick of the light switch that he finally peeled himself from her door and moved to occupy himself with the wiring under the console room, all kinds of shades of blue swirling in his head, surrounding his thoughts and emotions.

They'd be gone when she woke. He couldn't let her see that. No, he wouldn't let her see that. Poor Penelope. She still had a long way to go.


	8. Seven - The Rings

Disclaimer: I do not, in any way shape or form, own any part of the BBC Doctor Who franchise.

* * *

 **Chapter 7 - The Rings**

* * *

When Penelope woke up, she could feel the vibrating TARDIS beneath her and the bed, telling her one thing, that it was in motion. She wasted time in bed, trying to focus on the hum of the TARDIS and the quiet sounds of the room around her. It was when thoughts of her son crept into her mind that she finally got up, almost instantaneously, moving around her room very quickly to keep her mind off of her son, lest she spend the entire day inside of it.

She opened the door, about to walk out when she paused, looking back at the desk against the wall littered with pictures. Laying upon it was a small, deep blue, polaroid camera, reminding her of the TARDIS itself. She felt such a strong urge to grab it before she left. She nearly ran over, grabbing it and holding it. It fit nicely in her hands, like it was made and sculpted to her hands. She sat there admiring it for a few moments before putting it in the adventure bag she had at her side.

She left the room, roaming the halls before ending up in the console room, hearing tinkering sounds beneath the platform. She looked down, seeing The Doctor tinkering with something. She sat down on the platform softly, watching the way his hands moved, attaching and detaching wires, moving cords and swinging softly on a makeshift seat hanging beneath the platform.

There was something almost familiar about the scene she was watching, and a large wave of deja vu hit her hard. She had never seen this before, she was sure of that, but Penelope couldn't shake the sense away until her eyes landing on The Doctor's left hand.

Penelope tapped on the glass, making the Doctor jump, dropping the wrench he was holding before looking up.

"Penelope," The Doctor said, adjusting the goggles on his head. "I see you're awake. Uhm, how- how long have you been there?"

"Not long," she mused, standing up and walking down the steps to where he was. "Doctor, can I ask you something?"

"You just did, but go ahead," he smiled, looking at her with such emotion in his eyes. It sent a shiver of remembrance down her spine, one she also couldn't shake away.

"Is that a wedding ring on your left hand?" The Doctor suddenly became hyper aware of the ring in question as he opened and then closed his hand, staring at it. A look of sadness replaced the familiarity in his eyes almost instantly. "I'm sorry, you don't have to ans-"

"Yes." The Doctor nodded, standing up and wiping off his hands. "Yes, it's a wedding ring."

"Oh," Penelope said, looking at it. "It's weird, I feel like I've seen it before."

"Yes, well, that's impossible," The Doctor said suddenly, almost snippy, making Penelope widen her eyes at the darkness reflecting in the tears in his eyes. He saw her step back slightly. "Sorry- I... It's a long story."

"I understand that," she chuckled nervously, tugging on a small necklace hanging from her neck, drawing the Doctor's eyes to it. His eyes trained on a small ring at the end of it, golden ring encasing a blue jewel. He watched her fiddle with it, feeling something he's felt plenty times before in his chest, and it wasn't a feeling he enjoyed.

"-tor. Doctor!" He was brought back to reality so suddenly he jerked, hitting the swing, in which he grabbed it to steady it.

"Yes, yes, what is it?" He asked, trying to play it off.

"You zoned out there for a moment, are you alright?" Penelope asked, tilting her head slightly as she looked at him. He nodded and pointed at her.

"Yes, your ring just-" he cleared his throat. "Right, well, how about an adventure?"

"Wait, what?" She followed him up the stairs quickly, watching him whip around the console. "Wait, what about my ring?"

"Something fast, maybe quick-paced," he muttered, almost ignoring Penelope as he pressed buttons and pulled levers.

"Doctor!" She caught his attention as he looked up in surprise. "What about my ring?"

"Oh, it's just... It's a very beautiful ring." He smiled, but it was fake. Not that Penelope could tell the difference. "How would you feel about doing something quick-paced this time, hmm? Instead of something soft and simple, let's go somewhere cool, and exciting!"

She could see him physically dying for it, so she agreed. "Alright, take me somewhere exciting!" With a Geronimo, off they went, spiralling into whatever next adventure awaited them.

* * *

Penelope walked out of the TARDIS to see giant flowers, towering high above them. Her jaw dropped to see trees as tall as skyscrapers letting in light from the sun, but providing lots of shade where needed.

"Holy shit," she muttered, fumbling to pull out her polaroid camera from her bag. The Doctor watched fondly as she angled the camera almost professionally, holding it up and snapping a picture or two. She pulled it away from her face, almost waiting for the picture to come out.

"It won't come out of the camera," The Doctor said, walking up beside her. "Like I said, as you take the pictures, they'll unblur in your room."

"So, they just show up in my room?" The Doctor nodded, watching as she smiled at the camera before putting it away in her bag. Back in her room, two photos of large flowers and the canopy of trees unblurred into brilliant vibrant colors. "So, what's the name of the planet?"

"Penelope," The Doctor said, placing a hand on her back and urging her forwards towards the cliff. He pointed down at a town that was suspended from the flowers. "Welcome to Xeilea, the planet of the Xaeil. The basis of the fairy myths." She looked at him.

"You're kidding."

"Nope," he said, popping the p as he pointed at the small human-like figures that flew between the suspended buildings. She squinted only to see that the wings were that of birds, rather than clear like the myths she had heard suggested. Each Xaeil had different wings, different patterns unless they were family from what she could see. "Stubborn creatures, almost as greedy as goblins, but more than willing for visitors."

He looked to his right only to see that Penelope was gone from his side. He almost panicked before his hand was grabbed and he was pulled along as she ran down the side of the hill, the most excited look on her face. He smiled almost immediately, any past pains forgotten for the moment.

All that mattered to him at the moment was her happiness, and keeping her safe.


End file.
